HeartWare International receives director nominations notice from Engaged Capital


HeartWare International has received a notice nominating three director candidates for election to HeartWare’s board of directors, from Engaged Capital. This notice was received at the Engaged Capital’s 2016 Annual Meeting of Stockholders. HeatWare’s annual meeting has not yet been scheduled for 2016, but has previously been held in June. Stockholders of HeartWare are not currently required to take any action.

Engaged Capital has also commented on HeartWare’s pending acquisition of Valtech Cardio.  HeartWare has issued the following statement in response to Engaged Capital’s comments:


“We disagree with Engaged Capital, which has become a HeartWare stockholder only recently and does not see the benefits of the Valtech transaction.  We remain fully committed to this transaction and are encouraged by discussions with other stockholders as they have become more knowledgeable about strategic and financial merits of the business combination.

The addition of Valtech’s mitral and tricuspid repair and replacement platforms will position HeartWare for sustainable, long-term value on a larger scale than we believe could be achieved on a standalone basis.  We believe the business combination will deepen and expand our presence in the global heart failure market, establishing us as the leader in two high-growth categories in the market, and positioning us to accelerate our long-term revenue growth and improve margins.

We are also encouraged by customer feedback from heart failure cardiologists, surgeons and interventional cardiologists around the world who recognize that this compelling combination will better enable them to treat patients.  Other recent transactions in the market affirm our view that there is a significant and immediate unmet need for improved mitral repair technology, while replacement represents a major future opportunity in the mitral arena.”